Form 8-K
United
States
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to
Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of
Report (Date of earliest event reported): October 3, 2006 (September 27,
2006)
ePlus
inc.
(Exact
name of registrant as specified in its charter)
Delaware
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000-28926
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54-1817218
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(State
or other jurisdiction of incorporation or
organization)
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(Commission
File Number)
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(I.R.S.
Employer Identification
No.)
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13595
Dulles Technology Drive, Herndon, VA 20171-3413
(Address,
including zip code, of principal executive offices)
Registrant's
telephone number, including area code: (703)
984-8400
Check
the appropriate box below if the Form
8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the
following
provisions (see General Instruction A.2
below):
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[
] Written communications pursuant to Rule 425
under the Securities Act (17 CFR
230.425)
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[
] Soliciting material pursuant to Rule
14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
] Pre-commencement communications pursuant to
Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
] Pre-commencement communications pursuant
to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01
Entry into a Material Definitive Agreement
On September
27, 2006, ePlus inc. (“ePlus” or “the Company”) entered into a Fourth
Amendment to Credit Agreement (“the Amendment”) to a Credit Agreement dated
September 23, 2005 (“Credit Agreement”) with National City Bank, as
Administrative Agent ("Agent"), and Branch Banking and Trust Company of Virginia
(“BB&T”). The Amendment grants the Company a waiver until November 15,
2006 to deliver audited financial statements and projections for its fiscal
year
2007. In addition, the Amendment provided the Company with a limited waiver
for
its failure to provide its annual audited financial statements
and fiscal year 2007 projections prior to September 30, 2006, as
required under the terms of the Credit Agreement as
previously amended. In addition, Agent and BB&T
have provided the Company with a waiver ("the Waiver") from the limitations
on liens on the collateral covered by the Credit Agreement. The Waiver is
limited to liens necessary under the inventory financing agreements between
ePlus Technology, inc., a subsidiary of ePlus inc., and GE Commercial
Distribution Finance Corporation.
In
certain events of default, as set forth in the Credit Agreement and not revised
in the Amendment, the lenders may terminate the Credit Agreement and accelerate
the maturity of any amounts then owed under the Credit Agreement.
The
foregoing description of the Amendment and the Waiver is qualified in its
entirety by reference to the Amendment and the Waiver, copies of which are
attached hereto as Exhibits 10.1 and 10.2 and incorporated herein by reference.
Item
9.01
Financial Statements and Exhibits
(c)
The
following exhibits are filed as part of this report:
Exhibit
Number
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Exhibit
Description
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10.1
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Fourth Amendment
to the Credit Agreement dated September 27, 2006 between ePlus
inc. and National City Bank and Branch Banking and Trust Company
of Virginia
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10.2 |
Waiver
dated September 27, 2006 by National City Bank and Branch Banking and
Trust Company of Virginia |
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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ePlus
inc.
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By:
/s/ Steven J. Mencarini
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Steven
J. Mencarini
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Date:
October 3, 2006
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Chief
Financial Officer
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